Back at jail, one of the prisoners is making a whistling noise with his mouth-breathing, and Purnsley snaps at him to cut it out. The guy's like, "It's how I breathe," but Purnsley brags about doing three years in ankle chains by "finding that place up here nobody can get to." Surprise, he takes that metaphor as an excuse to mock Chalky further, saying his mental happy place is all soft and pillowy and full of light-skinned wives and Tom Sawyer books. Chalky, as ever, sits and seethes intensely. That's pretty much his reaction through this whole episode, so just assume that. "Maybe I climb up there with you," Purnsley oozes. "Jazz that woman up while you lickin' the plate." This dude is a poet of being awful. Chalky says he can do what he wants; it'll just be him and his right hand anyway. Purnsley laughs so purely that you might be fooled into thinking he's genuine; but when he tells Chalky they're going to get along fine, all the menace floods back into his voice. Then he starts whistling threateningly.
Nucky meets with Mayor Bader, though not before grousing that Bader kept him waiting for 90 minutes. Bader says he's been hiding is his garage since he heard the fuzz was coming down. Nucky asks him if anybody approached him about turning. Bader denies it. Nucky asks if the Commodore came to him. Which clues Bader in to how high up this goes. He's all, "What have you gotten me into?" Nucky says he's going to beat this, and when he does, he's going to remember who showed up here today. And who didn't. On Bader's way out, Eunice informs Nucky that Mr. Kessler called. It's safe to return to his other office.
Neary, Fleming, and the other aldermen meet in some dark corner of the boardwalk with the unused carnival equipment. There's another metaphor for you. O'Neill and Fleming express their misgivings, but Neary is in full salesman mode. O'Neill's concerns are pragmatic, including being worried about working under Jimmy. Fleming is the only one who is put off by how much of a betrayal this is to Nucky. Neary assures them all that the Commodore is going to have Nucky mounted right next to that bear, and unless they want to find themselves out in the cold, they need to enlist now.
Back in New York, Jimmy meets with Lansky and Luciano. Lansky sends this kid Benny out on an errand, and on his way out, Benny yips and chicken squawks in Jimmy's ear. So he's a guy who does that. Lansky explains that their little gambling operation is ensconced under Rothstein's wing, though he intimates they have other ventures that AR doesn't know about. Luciano says he'd have jumped on Jimmy's offer, but Jimmy, still not inclined to be nice to Lucky, says who cares what Lucky would have gone for. He wanted Rothstein, "not the guy who holds his water." This devolves into literal "Your mama" posturing between the two of them, until Lansky calms them down. "I'M RUNNING A BUSINESS HERE!" he screams. Lansky compares his and Lucky's relationship with AR to Jimmy's with Nucky: "Nobody wants to be in school forever." Lansky wants to be trading partners; they buy his liquor, he buys their ... heroin. Well! Welcome to the 20th century breakdown. Lansky tells Jimmy that the numbers on heroin look pretty, pretty good.